BFCM - BFCM - Final Terms serie 492
Directive transparence : information réglementée Modalités de mise à disposition de prospectus
15/10/2019 15:26
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MIFID II PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS AND ECPS ONLY TARGET
MARKET - Solely for the purposes of each manufacturer's product approval
process, the target market assessment in respect of the Notes has led to the
conclusion that, in relation to the type of clients criteria only: (i) the type
of clients to whom the Notes are targeted is eligible counterparties and
professional clients only, each as defined in Directive 2014/65/EU (as amended,
"MiFID II"); and (ii) all channels for distribution of the Notes to eligible
counterparties and professional clients are appropriate. Any person
subsequently offering, selling or recommending the Notes (a "distributor")
should take into consideration the manufacturers' type of clients assessment;
however, a distributor subject to MiFID II is responsible for undertaking its
own target market assessment in respect of the Notes (by either adopting or
refining the manufacturers' type of clients assessment) and determining
appropriate distribution channels.
FINAL TERMS dated 11 October 2019
BANQUE FÉDÉRATIVE DU CRÉDIT MUTUEL
Legal Entity Identifier (LEI): VBHFXSYT7OG62HNT8T76
Euro 45,000,000,000 Euro Medium Term Note Programme (the "Programme")
Series No: 492
Tranche No: 1
Issue of EUR 100,000,000 0.376 per cent. Senior Preferred Notes due October
2031 (the "Notes") under the Programme
Issuedby
Banque Fédérativedu Crédit Mutuel
Name of Dealer
Morgan Stanley& Co. International plc
PART A- CONTRACTUAL TERMS
Terms used herein shall be deemed to be definedas such for the purposes of the
Conditions set for thunder the heading "Terms and Conditions of the French Law
Notes" in the Base Prospectus dated 16 July 2019 which received visa no. 19-363
from the Autorité des marchés financiers (the "AMF") on 16 July 2019 and the
First supplement to the Base Prospectus dated 4 September 2019 which received
visa no. 19-424 from the AMF on 4 September 2019, which together constitute a
baseprospectus for the purposes of Directive 2003/71/EC of 4 November 2003 on
the prospectus to be published when securities are offered to the public or
admitted to trading, as amended or superseded (the "Prospectus Directive").
This document constitutes the Final Terms of the Notes described here in for
the purposes of Article 5.4 of the Prospectus Directive and must be read in
conjunction with such Base Prospectus as sosupplemented. Full information on
the Issuer and the offer of the Notes is only available on the basis of the
combination of these Final Terms and the Base Prospectus as sosupplemented. The
Base Prospectus, the First supplement to the Base Prospectus and the Final
Terms are available for viewing at Banque Fédérative du Crédit Mutuel, 4,
rue Frédéric-Guillaume Raiffeisen 67000 Strasbourg and
www.bfcm.creditmutuel.fr and copies may be obtained fromBanque Fédérative du
Crédit Mutuel, 4, rue Frédéric-Guillaume Raiffeisen 67000 Strasbourgand
www.bfcm.creditmutuel.fr and from BNP Paribas Securities Services (in its
capacity as Principal Paying Agent), 3,5,7 rue du Général Compans 93500
Pantin, France and will be available on the AMF website www.amf-france.org.
1.
Issuer: Banque Fédérativedu Crédit Mutuel
2.
(i) Series Number: 492
(ii) Tranche Number: 1
(iii) Date on which
the Notes become
fungible: Not Applicable
3. Specified Currency: Euro ("EUR")
4. Aggregate Nominal Amount:
(i) Series: EUR 100,000,000
(ii)Tranche: EUR 100,000,000
5. Issue Price: 100.00 per cent. of the Aggregate Nominal
Amount
6. Specified
Denominations: EUR 100,000
7.
(i) Issue Date: 15 October 2019
(ii) Interest
Commencement
Date:Issue Date
8. Maturity
Date: 15 October 2031
9. Interest Basis: 0.376 per cent. per annum
Fixed Rate (further particulars
specified below)
10. Redemption Basis: Subject to anypurchase and cancellationor
early redemption the Notes will be redeemed
at
100 per cent. of their nominalamount on
the Maturity Date.
11. Change of Interest Basis: Not Applicable
12. Put/Call Options: Not Applicable
13.
(i) Status of the Notes: Senior Preferred Notes pursuantto
Article L.613-30-3-I-3° of the
French Codemonétaire et financier.
(ii) Date of Board approvalfor issuanceof
Notes obtained:
Decision of Mr. Christian Ander dated
3 October 2019, acting pursuant to the
resolution of the Board of Directors passed
on 20 February 2019.
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14. Fixed Rate Note Provisions: Applicable
i) Fixed Rate of Interest:
0.376 per cent. per annum payable in
arrear on each Specified Interest
Payment Date
(ii) Specified Interest Payment Date(s):
15 October in eachyear from, and
including, 15 October 2020 to, and
including, the Maturity Date.
(iii) Fixed Coupon Amount:
EUR 376 per Specified Denomination.
(iv) Broken Amount(s): Not Applicable
(v) Day Count Fraction: Actual/Actual-(ICMA)
(vi) Determination Dates: 15 October in each
year
15. Resettable Fixed Rate Note
Provisions: Not Applicable
16. Floating Rate Note Provisions: Not Applicable
17. Zero Coupon Note Provisions: Not Applicable
18. TEC 10 LinkedNote Provisions: Not Applicable
19. Inflation LinkedInterest
Note Provisions: Not Applicable
20. Inflation LinkedRange
Accrual Note Provisions: Not Applicable
21. CMS LinkedNote Provisions: Not Applicable
22. Range Accrual Note
PROVISIONS RELATING TO REDEMPTION
23. Issuer Call Option: Not Applicable
24. Noteholder Put Option: Not Applicable
25. Final Redemption Amount: EUR 100,000 per Specified
Denomination
26. Early Redemption Amount: Applicable
(i)
Early Redemption Amount(s) of each Note payable on redemption for taxation
reasons:
EUR 100,000 per Specified Denomination
(ii)
Redemption for taxation reasons permitted
ondays other than Specified Interest Payment
Dates: Yes
(iii) Unmatured Coupons to become
void uponearly redemption: Not Applicable
27. Make-Whole Redemption Option: Not Applicable
Waiver of Set-Off: Applicable
29.Events of Default in respect of Senior PreferredNotes:
No Events of Default
30. Redemption upon occurrence of a MREL or TLAC Disqualification
Event in respect of Senior Preferred Notes: Applicable
GENERAL PROVISIONS APPLICABLE TO THE NOTES
31.Form of the Notes: Bearer
(i)
Form:
Dematerialised Notes
Bearer form (au porteur)
(ii) ApplicaBLE le TEFRA exemptions:
Not Applicable
32. Financial Centre(s): Not Applicable
33. Talons for future Coupons or Not Applicable
Receipts to be attached to definitive Notes (and dates on which such Talons
mature):
34. Details relating to Instalment Not Applicable
Notes:
35. Redenomination provisions: Not Applcable
36. Consolidation provisions: Not Applicable
37. Purchase in accordance with Applicable
Article L.2 13 -1 A and D.2 13 -1 Aof the French Code monetaire et financier:
38. Any applicable currency Not Applicable
disruption:
39. Representation of Noteholders
(Condition 9 of the Terms and Conditions of the French Law Notes):
Governing Law: The Notes and any non-cont ractua l obligations
arising out of or in connection with the Notes will be governed by, and shall
be construed in accordance with, French la w.
Prohibition on Sales to EEA Retail
No Masse shall apply
40.Governing low
No Masse shall apply
41. The notes and any non-contractual obligations arising out of or in
connectionst with the Notes will be governed by, and shall be constured in
accordance with, French law.
RESPONSIBILITY
The Issuer accepts responsibility for the information contained in these Final
Terms. Signed on behalf of the Issuer
PART B - OTHER INFORMATION
By:
Duty autoriused
1. LISTING AND ADMISSION TO TRADING APPLICATION
(i) Listing and admission to trading:
Application has been made by the Issuer (or on its behalf) for the Notes to be
admitted to trading on Euronext Paris with effect from the Issue Date.
(ii)
Estimate of totalexpenses related to admission to trading:
EUR 7,850
2. RATINGS
Ratings:
The Notes to be issuedare expected to be rated:
S&P: A
Moody's: Aa3 Fitch Ratings: A+
S&P, Moody's and Fitch Ratings are established in the European Union and
registeredunder Regulation(EC) No 1060/2009.
3. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
So far as the Issuer is aware, no person involved in the offer of the Notes has
an interest material to the issue.
4. REASONS FOR THE ISSUE, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES
(i)
Reasons for the offer:
See "Use of Proceeds" wording in the Base Prospectus.
(ii)
Estimated net proceeds:
EUR 100,000,000
(iii)
Estimated totalexpenses: Not Applicable
5.
YIELD
Indication of yield:
0.376 per cent. per annum
As set outabove, the yield is calculatedat the Issue Date on the basis of the
Issue Price. It is not an indicationof future yield.
6. OPERATIONAL INFORMATION
ISIN Code:
FR0013452604
Common Code:
206498340
CFI:
See the website of the Associationof National Numbering Agencies ("ANNA") or
alternativelysourcedfromthe
responsible National Numbering Agency thatassigned the
ISIN
See the website of ANNA or alternatively sourced from the responsible National
Numbering Agency
that assigned the ISIN Any clearing systems Bank SA/NVand Clea S.A., Euroclear
Franc identification
number other than Euroclear and the relevant (s):
Delivery:
Delivery againstpayment
Name and addresses of Agent(s) (if any):
If additional Paying Not Applicable
7. DISTRIBUTION
(i) Method of di stribution Non-syndicated
(ii) If syndicated
(a) Names of Managers: Not Applicable
(b) if any)
Manager(s) Not Applicable
(iii) If non-syndicated, name of Dealer: Morgan Stanley& Co. Internationalplc
(iv)US Selling Re of potentiali Notes are off
strictions (Categories Reg. S Compliance Category 2 applies to the Notes;
nvestors to whichthe TEFRA Not Applicable
ered):